Heritage Global Inc. was incorporated in Florida in 1983 under the name “MedCross,
Inc.” The Company’s name was changed to “I-Link Incorporated”
in 1997, to “Acceris Communications Inc.” in 2003, to “C2
Global Technologies Inc.” in 2005, to “Counsel RB Capital Inc.”
in 2011, and to Heritage Global Inc. effective August 22, 2013. The most recent
name change more closely identifies the Company with its core auction business,
Heritage Global Partners, Inc. (“HGP”).
On March 20, 2014, the Company’s former majority shareholder, Street
Capital Group Inc. (formerly Counsel Corporation, herein referred to as “Street
Capital”), declared a dividend of all of its shares of the Company. This
dividend was paid on April 30, 2014 to Street Capital’s common shareholders
of record as of April 1, 2014.
On June 2, 2014, and effective May 31, 2014, the Company acquired all of the
issued and outstanding capital stock in National Loan Exchange, Inc. (“NLEX”),
a broker of charged-off receivables in the United States and Canada. NLEX operates
as a wholly owned division of the Company. The acquisition of NLEX is consistent
with HGI’s strategy to expand the services provided by its asset liquidation
business. In connection with the acquisition, HGI entered into employment agreements
with the previous owner and key employees of NLEX. The purchase price consisted
of $2.0 million cash and an earn-out provision (“contingent consideration”)
with a cap of $5.0 million, based on the Net Profits (as defined by the NLEX
stock purchase agreement) of NLEX during the four years following the acquisition.
On March 11, 2016, the Company entered into a purchase and sale agreement with
International Auto Processing Inc. (“IAP”) to sell the Company’s
real estate inventory. The purchase price of the real estate inventory is $4.1
million. Concurrently, the Company entered into a five year lease agreement
with an affiliate of IAP to lease the building during the escrow period, which
will terminate at the close of escrow. The purchase agreement gives IAP the
right to terminate its obligation to consummate the sale for any reason, but
in the event the sale is not consummated, the lease agreement will continue
on through the end of the lease term. The purchase and sale agreement is attached
hereto as Exhibit 10.24, which exhibit is incorporated by reference herein.
The Company is a value-driven, innovative leader in corporate and financial
asset liquidation transactions, valuations and advisory services. The Company
specializes both in acting as an adviser, as well as acquiring or brokering
turnkey manufacturing facilities, surplus industrial machinery and equipment,
industrial inventories, accounts receivable portfolios, intellectual property,
and entire business enterprises.
The asset liquidation business began operations in 2009 with the establishment
of Heritage Global LLC (“HG LLC”). In addition to acquiring turnkey
manufacturing facilities and used industrial machinery and equipment, HG LLC
arranges traditional asset disposition sales, including liquidation and auction
sales. In 2011, HG LLC acquired 100% of the business of EP USA, LLC (d/b/a Equity
Partners) (“Equity Partners”), thereby expanding the Company’s
operations. Equity Partners is a boutique M&A advisory firm and provider
of financial solutions for distressed businesses and properties.
In 2012 the Company increased its in-house asset liquidation expertise via its
acquisition of 100% of the outstanding equity of Heritage Global Partners, Inc.
(“HGP”), a global full-service auction, appraisal and asset advisory
firm, and in 2012, the Company launched Heritage Global Partners Europe (“HGP
Europe”). Through its wholly-owned subsidiary Heritage Global Partners
UK Limited, the Company opened three European-based offices, one each in the
United Kingdom, Germany and Spain.
In May 2014, the Company again expanded its asset liquidation operations with
the acquisition of National Loan Exchange (‘NLEX”). NLEX is the
largest volume broker of charged-off receivables in the United States and Canada,
and its offerings include national, state and regional portfolios on behalf
of many of the world’s top financial institutions. The NLEX acquisition
is consistent with HGI’s strategy to expand and diversify the services
provided by its asset liquidation business.
The Company is a value-driven, innovative leader in corporate and financial
asset liquidation transactions, valuations and advisory services. The Company
specializes both in acting as an adviser, as well as acquiring or brokering
turnkey manufacturing facilities, surplus industrial machinery and equipment,
industrial inventories, accounts receivable portfolios, intellectual property,
and entire business enterprises.
The asset liquidation business began operations in 2009 with the establishment
of Heritage Global LLC (“HG LLC”). In addition to acquiring turnkey
manufacturing facilities and used industrial machinery and equipment, HG LLC
arranges traditional asset disposition sales, including liquidation and auction
sales. In 2011, HG LLC acquired 100% of the business of EP USA, LLC (d/b/a Equity
Partners) (“Equity Partners”), thereby expanding the Company’s
operations. Equity Partners is a boutique M&A advisory firm and provider
of financial solutions for distressed businesses and properties.
In 2012 the Company increased its in-house asset liquidation expertise via its
acquisition of 100% of the outstanding equity of Heritage Global Partners, Inc.
(“HGP”), a global full-service auction, appraisal and asset advisory
firm, and in 2012, the Company launched Heritage Global Partners Europe (“HGP
Europe”). Through its wholly-owned subsidiary Heritage Global Partners
UK Limited, the Company opened three European-based offices, one each in the
United Kingdom, Germany and Spain.
In May 2014, the Company again expanded its asset liquidation operations with
the acquisition of National Loan Exchange (‘NLEX”). NLEX is the
largest volume broker of charged-off receivables in the United States and Canada,
and its offerings include national, state and regional portfolios on behalf
of many of the world’s top financial institutions. The NLEX acquisition
is consistent with HGI’s strategy to expand and diversify the services
provided by its asset liquidation business.
